8-KRegulation FD

Salesforce, Inc. 8-K Report, Regulation FD Disclosure (Aug 18, 2006)

Filed August 18, 2006For Securities:CRM

Summary

This Form 8-K filing from Salesforce.com, Inc. (CRM) dated August 18, 2006, primarily disclosed information regarding a new Rule 10b5-1 sales plan adopted by Chairman and CEO Marc Benioff. This plan is designed for the orderly, open market sale of up to 5 million shares of the company's common stock over approximately one year, commencing after the completion of his prior trading plans. Investors should note that the adoption of such a plan is a pre-scheduled and systematic approach to selling shares, intended to comply with securities regulations. While the plan allows for significant share sales, it is executed within specific parameters and can be terminated at any time. Mr. Benioff's beneficial ownership as of the filing date was over 21 million shares. The company reiterated its general policy of not reporting on individual officer and director trading plans unless legally required.

Key Highlights

  • 1CEO Marc Benioff adopted a third Rule 10b5-1 sales plan.
  • 2The plan allows for the sale of up to 5,000,000 shares of common stock.
  • 3Sales will occur in the open market at prevailing market prices.
  • 4The plan is designed to comply with Rule 10b5-1(c) for orderly selling.
  • 5Sales are expected to commence on August 22, 2006, and continue for approximately one year.
  • 6Mr. Benioff beneficially owned 21,011,006 shares as of August 17, 2006.
  • 7The company generally will not report on individual officer/director trading plans unless legally required.

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